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CODEIFAI LIMITED — Share Issue/Capital Change 2025
Jun 9, 2025
64630_rns_2025-06-09_ea530722-0060-4391-9753-9cd2c352ebbe.pdf
Share Issue/Capital Change
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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Update Summary
Entity name CODEIFAI LIMITED
Announcement Type
Update to previous announcement
Date of this announcement
Tuesday June 10, 2025
Reason for the update
Due to an administrative oversight, the number of options requires amendment.
Refer to next page for full details of the announcement
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 1 - Entity and announcement details
1.1 Name of entity
CODEIFAI LIMITED We (the entity named above) give notice of the issue, conversion or payment up of the following unquoted +securities. 1.2 Registered number type Registration number ABN 68108649421 1.3 ASX issuer code CDE
1.4 The announcement is
Update/amendment to previous announcement 1.4a Reason for update to a previous announcement Due to an administrative oversight, the number of options requires amendment.
1.4b Date of previous announcement to this update
6/6/2025 1.5 Date of this announcement 10/6/2025
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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 2 - Issue details
2.1 The +securities the subject of this notification are:
Other
Please specify
Fees payable under Loan facility Agreement entered into with J F Houston Holdings on 31/12/24.
2.2a This notification is given in relation to an issue of +securities in a class which is not quoted on ASX and which:
does not have an existing ASX security code ("new class")
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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 3C - number and type of +securities the subject of this notification (new class)
New +securities
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ASX +security code +Security description
New class - code to be confirmed Unlisted Options
+Security type ISIN code
Options
Date the +securities the subject of this notification were issued
6/6/2025
Will all the +securities issued in this class rank equally in all respects from their issue date?
Yes
Have you received confirmation from ASX that the terms of the +securities are appropriate and equitable under
listing rule 6.1?
No
Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities being
issued.
https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02934568-6A1259445&v=04711220c3a
57065317ba4efca4a3459a4e46882
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Options Details
+Security currency Exercise price Expiry date AUD - Australian Dollar AUD 0.00000000 6/6/2028
Details of the existing class of +security that will be issued upon exercise or conversion of this new class of company option
Other
Description
Not an existing class.
Any other information the entity wishes to provide about the +securities the subject of this notification
In relation to the exercise rise, 25% premium to 5 day VWAP immediately prior to Exercise per Option
Please provide any further information needed to understand the circumstances in which you are notifying the issue of these +securities to ASX, including why the issue of the +securities has not been previously announced to the market in an Appendix 3B
Fees payable, as part, under the loan facility agreement entered into by the Company and J F Houston Holdings on 31 December 2024 (Loan Facility Agreement). The Facility Options will have an exercise price of 25% premium to 5 day VWAP immediately prior to exercise per Option and will expire 3 years from the date of issue.
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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
Issue details
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Number of +securities
75,000,000 Were the +securities issued for a cash consideration? No Please describe the consideration being provided for the +securities Nil Purpose of the issue To pay for services rendered Additional Details
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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 4 - +Securities on issue
Following the issue, conversion or payment up of the +securities the subject of this notification, the +securities of the entity will comprise:
The figures in parts 4.1 and 4.2 below are automatically generated and may not reflect the entity's current issued capital if other Appendix 2A, Appendix 3G or Appendix 3H forms are currently with ASX for processing.
4.1 Quoted +securities (Total number of each +class of +securities issued and quoted on ASX)
| Total number of | |
|---|---|
| ASX +security code and description | +securities on issue |
| CDE : ORDINARY FULLY PAID | 326,031,780 |
| 4.2 Unquoted +securities (Total number of each +class of +securities issued but | not quoted on ASX) |
| Total number of | |
| ASX +security code and description | +securities on issue |
| CDEAD : OPTION EXPIRING VARIOUS DATES EX VARIOUS PRICES | 50,256,000 |
| CDEAJ : CONVERTIBLE NOTES | 245,000 |
| CDEAI : OPTION EXPIRING 16-JAN-2026 EX $0.05 | 20,000,000 |
| CDEAH : PERFORMANCE RIGHTS | 1,870,533 |
| New class - code to be confirmed : Unlisted Options | 75,000,000 |
4.2 Unquoted +securities (Total number of each +class of +securities issued but not quoted on ASX)
Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Appendix 3G - Notification of issue, conversion or payment up of unquoted equity securities
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Part 5 - Other Listing Rule requirements
5.1 Were the +securities issued under an exception in Listing Rule 7.2 and therefore the issue did not need any security holder approval under Listing Rule 7.1? No
5.2 Has the entity obtained, or is it obtaining, +security holder approval for the issue under listing rule 7.1? Yes
5.2a Date of meeting or proposed meeting to approve the issue under listing rule 7.1
8/5/2025
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